Phantom of the Tipton
by TSL-CD
Summary: Arwin, the Phantom of the Tipton, fall in love with his singing pupil, Carey. But when Carey falls in love with Esteban, he is out to make Carey his no matter what the cost.
1. Opening

**This episode is a special 90-minute musical episode. All music is from Phantom of the Opera, with some of the actual lyrics as well. The episode starts out in black-and-white 50 years later. Esteban is wearing a full-body cast, with an older Maddie beside him. Dozens of people are in an abandoned Tipton Hotel. A man stands in front of the group, holding a cymbal-playing elephant.**

Auctioneer: Lot 664, a cymbal-playing elephant in perfect condition. Bidding begins at 10 cents.

**Maddie raises her hand, bidding 10 cents.**

Auctioneer: Are there any other bidders? Going once, going twice. Sold, to the woman with the big lips!

**Maddie goes up to collect the elephant, then takes it over to Esteban, who tries to grab it with his uninjured hand.**

Esteban: singing _A junkie piece indeed. Unable to play a note correctly._

Auctioneer: Next is Lot 665, a chandelier that broke during a horrible "incident" 50 years ago. My humbly bored assistant will now throw the cloth off, and the chandelier will be raised, thus beginning a bunch of very loud music that will transform this black-and-white world into color. So, if you will.

**The assistant throws the cloth off, and the Phantom of the Opera music begins. The chandelier is raised, and the show roles to the opening credits, still playing the music. The screen slowly turns to color, and is all color by the end of the opening credits.**


	2. Football Accident

**Arwin, Zack, and Cody are running around in the lobby, playing catch. **

Arwin: Zack! Zack! Throw the ball over here!

Zack: Arwin, go long!

**Arwin runs backward, running into the candy counter and flipping over it onto Maddie. The two crumble to the ground. Arwin looks up, and is hit squarely in the nose by the baseball. The twins run over to the two.**

Cody: Arwin!

Zack: Maddie!

Arwin: Zack!

Maddie: Mommy!

Cody: Cody!

**The twins help the two up, while Arwin is holding his nose.**

Arwin: By nobe ib swellinb bup!

Cody: What?

Arwin: By nobe ib swebbing nup!

Zack: Huh?

Arwin: By nobe ib… nebermib.

**Arwin takes his hand away from his nose, and the other three look in horror at his huge, swollen nose.**

Zack: Woah! Your nose is huge!

Cody: Zack!

**Arwin runs off, his hand over his nose. Several guests snicker at him as he runs off. As he rounds a corner, he shouts:**

Arwin: You'b be borry!

Everyone in lobby: What?

Arwin: Nebermib.

Arwin runs into his office, and then down a flight of stairs to a secret room, too ashamed of his nose. In his sorrow, he creates a white mask that covers half of his face.


	3. Think of Me

**Later that night, Arwin hears a voice singing through the vents. When he gets closer, he realizes that it is Carey.**

Carey: _Think of me, think of me fondly, when we've said goodbye. _

_Remember me once in a while please promise me you'll try. _

_When you find that once again you long to take your heart back and be free ._

_If you ever find a moment, spare a thought for me..._

_We never said our love was evergreen or as unchanging as the sea. _

_But if you can still remember, stop and think of me…_

_Think of all the things we've shared and seen._

_Don't think about the way things might have been..._

_Think of me, think of me waking, silent and resigned. _

_Imagine me, trying too hard to put you from my mind. _

_Recall those days. Look back on all those times. _

_Think of the things we'll never do. _

_There will never be a day when I won't think of you..._

**Carey finishes singing Think of Me, and Esteban jumps up in the audience as they are applauding.**

Esteban: _Yes it is. Yes it is Carey… _HOORA!

_Minutes ago, so many minutes ago, since I last talked to her. _

_She may not remember our conversation, but I'll cherish it forever. _

Carey: _Flowers fade, the fruits of summer fade. _

_They have their season, so do we. _

_But please promise me that sometimes, you will think of... me!_

**After the song is over, the camera flies through the vent down to Arwin, his is listening to Carey sing.**

Arwin: Singing _Finally, finally Carey, I will make you mine. _

_Finally, you will be married to… _umm_… thy._


	4. Little Lotte

**The scene moves to Carey's suite, where Esteban pops in.**

Esteban: Little lotte, let your mind wander.

Carey: Are you calling me a coffee?

Esteban: Umm… no.

Carey: Oh… my bad.

**The two stand there for a moment.**

Carey: Well this is fun.

**Esteban trembles a little, then shoves a bouquet of flowers in Carey's face.**

Esteban: I… uh… I bought these for you.

Carey: **Spitting several flower petals out of her mouth. **Well, umm… How very thoughtful of you.

Esteban: Umm… well I'm gonna go now.

Carey: Okay then.

Esteban: **Slowly walking to the door. **Here I go…

Carey: Okay then.

Esteban: Slowly, slowly walking away…

Carey: Wonderful.

Esteban: Almost out the door…

Carey: Just a few steps more before…

**Carey slams the door behind him, locking it.**

Carey: Well that was annoying.

**Several hours later.**

Arwin: Yes, yes. It is all so clear to me now. I must hynamize… hyposize… oh! Hypnotize her into falling in love with me! Yes, yes. Very good. Smart Arwin, very smart. Anyway, then she will love me more than Esteban and I will be happy forever! Yippee! Now where is my hynosizin… hypnotizing kit?


	5. Nighttime Splendors

**Late that night, when Carey is about to go to sleep, Arwin sneaks through the vents into their room. He begins to sing to her through the vent. Lyrics based off of Angel of Music**

Arwin: _Imported boy, this bad accented American. _

_Um… something to do with you child! _

_Impressive fool! This dashing bellboy, _

_Thinking he is cooler than me!_

Carey: _Stranger in the vents what are you doing? _

_Are you a freaky stalker? _

_If you are not, then please forgive me. _

_Enter at last, if you wish…_

Arwin: **Falling out of the vent onto his face** _Lovely young woman you know me. _

_Yet see why in shadow I hide. _

_Dare not look at my ugly face. _

_You best look away!_

Carey: _Rather strange person, let me see you. _

_Grant me the chance to look at you… _

_Rather strange person, hide no longer. _

_Let me be yours, forever!_

Arwin: _I am your big-nosed lover. Come to me, beautiful woman. _

_I am your big-nosed lover. Come to me, beautiful woman._

"**Angel of Music" ends, and the "Phantom of the Opera" music begins again. Arwin takes Carey up into the vents, and the two begin their journey down to the cellar.**

Carey: _At night, he came to me. This stranger I don't know… _

_That voice which calls to me, and calls me a beauty. _

_And do I dream again, for now I find… _

_The Phantom of the Tipton is there, working as the janitor._

Arwin: _Sing a song with me, we'll be a weird duet. _

_My power over you, ends tomorrow at ten… _

_And though you think of Esteban, you are always mine. _

_The Phantom of the Tipton is there, working as the janitor._

**The two slide down the vent into the laundry room. Arwin drives Carey through the Tipton in the laundry cart. **

Carey: _Those who have seen your face, laugh till they're insane._

_I am the only one…_

Arwin: _Who could give a care._

Both: _Your love and my love forever combined. _

_The Phantom of the Tipton is there, working the night shift._

Random guests peering through doors: _He's cleaning, the Phantom of the Tipton. _

Carey: _He's being paid, the minimum wage. _

Arwin: _Sing, my lovely beauty… Sing! Sing louder! And louder and louder and loud-_

Carey: We're there.

Arwin: Oh… Um… You are mine forever! Ha ha ha!

**The two are in Arwin's secret room under his office. Arwin accidentally pushes Carey onto a small dusty cot, singing. To the tune of Music of the Night**

Arwin: _Open your eyes and surrender to my gorgeous looks. _

_Plunge… _er…_ purge your thoughts to a life with you as my wife. _

_Close your eyes and forget about Esteban. _

_And you'll live a life poorer than before! _

_Softly, deftly, my voice will drive you crazy. _

_Hear if, feel it, secretly possess you. _

_Open up your mind, better yet, let it be mine. _

_In this dusty place you cannot leave. _

_The dusty place you sleep in at night._

_Let your mind begin to fall in love with my charming good looks. _

_Leave all thoughts of… Esteban…. behind. _

_Let your heart decide to stay with ME! _

_Only then will we be able to leave together eternally…_


	6. Ballad of the Airhead Heiress

**The song ends with Arwin lowering mosquito net around the cot. The scene fades away to London in her suite. She is singing to the tune of "Angel of Music."**

London: _I am very angry right now. Carey gets all the publicity. _

Moseby: _London, please, oh please, forgive me. Next performance you will lead! _

_London, please! I beggeth oh thee, don't tell your father of this one thing!_

London: _Moseby, please, be silent! I will say what I please! _

_Moseby, you fool! You really disgust me. I should always be the lead!_

Moseby: _What you are saying is so true. _

_I'll get on it right away. _

_Don't worry about a single thing, I will make things right!_

**London jumps onto the couch, spinning like a ballerina. Moseby dances around her, chanting her name.**

London: _I, London, will forever, be the most famerous singer! _

_Moseby, please, bow before me! Your rulering singer!_

Moseby: …Rulering and Famerous aren't words, London.

London: I am the most famerous person here, am I not? I can say anything that I please!

Moseby: Yes, whatever you say, London.


	7. A Note for Me

**The scene fades away to Zack and Cody in the lobby. They will be singing the part of Phantom of the Opera known as "The Notes."**

Zack: _"Dear Zack, if you don't mind me calling you that. _

_I would like to make a request. _

_Since London's left and Carey's had the lead, things have never been better _

_And I suggest that things stay that way!"_

Cody: _"Dear Cody, if you don't mind me asking. _

_I think it's best that you get rid of Esteban. _

_Play a prank on him, or something of the sort. _

_And then he'll leave faster than any hotel employee has ever left before!"_

Both: _Now who the crayons is crazy enough, to be so rude to us? _

Zack: _These are both signed "T.G."_

Cody:_ Who the heck is he?_

Both:_ Tipton Ghost!_

Zack: _It's nothing short of shocking! He is mocking our immaturity! In addition he's insulting everyone!_

Cody: Heh that's kinda funny!

**The two sit on top of the Candy Counter as Esteban comes running over.**

Esteban: _Where is she?_

Cody: _What are you talking about?_

Esteban: _Where is she?_

Zack: _Who, London?_

Esteban: _I mean your mommy._

Cody: _Well how should we know?_

Esteban: Umm… she IS your mother.

Cody: Right. Anyway…

Esteban: _Did you send me this note?_

Cody: _Of course not!_

Zack: _Don't look at me!_

Esteban: _Are you quite sure?_

Cody: _Of course not… so!_

Zack: _Don't you believe me?_

Esteban: _Now don't argue with me. Now isn't this the letter that you wrote?_

**Holds up a letter.**

Zack: _And what is that we're supposed to have wrote?_

Esteban and Cody: Written.

Zack: Whatever.

**Cody takes the letter from Esteban and reads it out loud.**

Cody: "Do not fear for Mrs. Martin. The Janitor of Music has her under his mop. Make no attempts to converse with her again."

Zack: Now who could that be?


	8. A Note for You

**London comes rushing over to them. She glares at Esteban angrily.**

London: _Where is he?_

Cody: Hey London!

London: Oh be quiet. _Where is he?_

Esteban: _What is it now?_

London: _I have a letter, a letter of which I dislike!_

Zack: Did you send it?

Esteban: _Crayons no!_

_  
_Cody: I didn't think so.

London: _You didn't send it?_

Esteban: _Crayons no!_

Zack: What is going on?

London: _So you are saying that this is not the letter you sent?_

Esteban: Uhh… yah.

**London hands Esteban the letter, of which he reads aloud.**

Esteban: "Your days singing at the Tipton are numbered. Carey Martin will be singing your part tonight. Be prepared to have a tragic embarrassment if you step in the way."

**Guests in the lobby circle around the group, spinning around them and dancing. All four of them begin to sing together.**

All: _Far too many notes for our taste, and most of them about Carey! _

_All we've heard today is Mrs. Martin's name…_

**Muriel pushes through the crowd, shouting. She is followed by Maddie.**

Muriel: HOLD IT! Mrs. Fitzpatrick has something to say! Thank-you.

Maddie: Carey has returned.

Esteban: May I see her?

Maddie: No! Um… I mean… She will see no one.

London: _Will she sing? Will she sing?_

Maddie: I have a note.

Esteban/London/Cody: _Let me see it!_

**Zack takes the note from Maddie and reads it aloud.**

Zack: Please! "Young men, you have received several notes on as to how my hotel should be run. However, in case you should refuse…

**Scene drifts off to Arwin in his secret room, sitting at a rickety desk.**

Arwin: Now I request that in tonight's performance Carey sings the leading role in the performance. If she doesn't, things will end quite nasty for one of your friends. MU HA HA HA HA HA!

**Scene drifts back to Lobby.**

London: _Carey? Carey playing my role? It's insane!_

Zack: _Unheard of!_

Cody: _Absolutely crazy!_

London: _I know who sent this! Her lover!_

Esteban: _Can you believe this?_

Cody_: Dear woman!_

London: _How dare he!_

Zack: This is a joke. It changes nothing, signora.

Cody: You are our star!


	9. Anger Issues

**London jumps on top of the Candy Counter, staring angrily towards the camera.**

Zack: Don't worry. Carey will be a back-up singer.

Cody: _And London will be the star!_

London: Don't try to please me! You cannot decide who does what!

**Moseby pops up from behind the Candy Counter.**

Moseby: But I can!

London: Fair enough. Anyway…

Cody: _Please her?_

London: _You're only saying this to please me!_

Moseby: To please her?

Maddie: _The angel sees, the angel knows!_

**Zack, Cody, Moseby, London, Maddie, and Esteban begin to dance around the room, singing.**

London: What does that have to do with anything? Anyway…

_You have replaced me!_

Moseby: Please, we love you!

Esteban: _I must see her!_

London: _This is uncalled for! This is unheard of! How dare you replace me! _

Esteban: _Where did she go?_

Zack/Cody: _Sing for us, London!_

Esteban/Maddie: _What new surprises lie in store, before us?_

Zack/Cody: _Out star!_

London: _You go too far!_

Zack: Your public needs you!

Cody: We need you!


	10. Prima Donna

**Esteban, Maddie, and Moseby dance out of the Tipton Lobby as "Prima Donna" begins.**

Zack: _Prima Donna, beautiful Chinese woman. _

_Your devotees are on their knees to love you!_

Cody: _Can you leave us now when they shout out your name?_

Zack: _Oh Prima Donna…_

**London sits down on a lounge chair, of which is picked up by several guests. London stands on top of the chair singing as it spins around. Zack and Cody stand on top of the Candy Counter, their arms wrapped around each other's soldiers as they sing and dance.**

Zack: _Prima Donna, your song shall live again! _

_You sang a song that made the public need you!_

Cody: The public needs you!

Zack: We need you! Oh…

Both: _Prima Donna!_

_Those who hear your voice think of angels flying in the sky!_

Cody: _Think of their cry of undying support!_

Zack: _We get our pranks she gets her limelight!_

**Guests fill the lobby, surrounding the chair London is standing in. **

Guests in Lobby: _Prima Donna, the world is at your feet! _

_A nation waits and it hates to be cheated! _

_Light up the stage with that age-old rapport! _

_Sing, Prima Donna, once more!_

Zack: **Shouting over the music. **We have a performance to perform!

**London jumps off of the chair onto the floor, where she is lifted up by her feet. All of the guests dance around her in a circle as the scene fades away. **


	11. Arwin goes Fishing

**The show flashes to the night performance in the Tipton lounge. They will be singing to "Angel of Music."**

London: _This is the end of this long journey, _

_To hope and love! _

_No longer shall we worry about suffering. _

_We have at last found true harmony!_

Carey: **Singing in the background. **_No longer shall we worry. _

_Finally we are free! _

_No more fears of starving! _

_We now have everything!_

London: **Pushing Carey off the stage. **_Angel of Music, at last, you've saved me! _

_I am free from hate! _

_Angel of Music, I thank you for everything. _

_You have at last brought peace!_

_Love and joy flow all around me. _

_I no longer fear death. _

_With you by my side I am ready _

_To face any dangers!_

**A loud voice comes from the vent. Though no one knows it, the voice is coming from Arwin.**

Arwin: _Did I not say Carey would have the lead? _

_You have not done as I've said! _

_Now you will fear true death and suffering. _

_All because you did not listen!_

**At that moment, from the vent just above the stage, Mr. Moseby came crashing through. A fishhook is hooked to his pants, and he has received a horrific wedgie. **

London: Oh!


	12. A New Love Affair

**London faints. Almost immediately, Carey runs out of the room, pulling Esteban along with her. The two get into the elevator, where they head to the roof.**

Esteban: _Where are you taking me?_

Carey: _He'll find you!_

Esteban: _It's best we return!_

Carey: _He'll do the same to you! _

_His eyes will find us there! Those eyes that burn!_

Esteban: _Carey, don't say that. _

Carey: _And if he must do it to thousands of men…_

Esteban: _Forget this nightmare._

Carey: _The Phantom of the Tipton will hook and hook again!_

Esteban: The Phantom is not real. You should know that by now.

Carey: _Now who is this man? Who hunts to hook? _

Esteban: _This mask of death-_

Carey: _I can't escape from him! I never will!_

Esteban/Carey: _And in this maze of darkness no one can see… _

_The Phantom of the Tipton is here inside my (your) mind._

**The two reach the roof. As they step off of the elevator, Esteban finishes singing.**

Esteban: _There is no Phantom of the Tipton…_

**The two step towards the edge of the roof, staring out into the sky. Esteban holds onto Carey tightly, who seems frightened.**

Carey: Esteban, I have seen him. Can I ever forget such a swollen, disgusting sight? His face was so… so… swollen. And his nose was so… big… But his voice filled me with such a strange, sweet sound. During that night there was music in my mind.

_And through music, my heart began to soar! _

_And I heard as I've never heard before!_

Esteban: It was just a dream, Carey. Just a dream…

Carey: He was so sad… he carried the sorrow of the entire world…

Esteban: _Carey… Carey…_

**Esteban lets go of Carey, but lightly holds her hands. They begin to sing to "All I Ask of You."**

Esteban: _No more talk of darkness. Forget these big-nosed fears. _

_I'm here, nothing can harm you. I'll warm you and I'll calm you…_

_Let me be your freedom, let my hands wipe your tears. _

_I'm here, with you, beside you. I'll guard you and I'll guide you…_

Carey: _Say you'll love me every waking moment. _

_Turn my head with your bad accent. _

_Say you need me every now and then… _

_Promise me that all you say is true. _

_That's all that you should do…_

Esteban: _Let me be your shelter, let me be your light. _

_You're safe. No one can get you. Your fears are closer than you fear…_

Carey: That doesn't make me feel better.

Esteban: Oh… sorry.

Carey: _All I want is to escape. _

_To be free from the night. _

_But still, technically, _

_That is quite impossible._

Esteban: _Then say you'll be my girlfriend, _

_At least for the rest of the weekend. _

_Say I can be yours, forever. _

_Anything you do let me do too. _

_Carey, that's all that you should do…_

Carey:_ Say you'll be with me for at least this weekend. _

_Anything you want I'll get for you…_

Esteban: Even a pony?

Carey: …Yes, a pony. Whatever.

Esteban: Yippee!

_Share each flaccinaucinihilipilification moment with me._

Carey:_ Say you'll love me…_

Esteban:_ That I cannot do._

Both:_ Okay then, we'll live with that!_

**The two walk away, and we find Arwin floating up on a raft in the pool.**

Arwin: Well… that was romantically depressing for me. Anyhoo…

_I gave you a bedroom, lined with mosquito net. _

_And now, you have turned it down. After my hours of decorating. _

_He was bound to sorta kinda in a way like you, when he heard you sing. Carey…_

Carey/Esteban: _Say you'll at least like me for one week. You don't have to be truly in love. Say you'll at least give me a chance…_

**Arwin bites and eats the yellow rose in his hand. Suddenly, he jumps back onto the raft.**

Arwin: _You will curse the day you did not like, the decorations I made for you!_

**The scene fades out as Arwin stumbles on the raft and falls into the pool's water.**

Arwin: I probably deserved that.


	13. Ballet Ballad

**It has been three weeks since the last time the Phantom has made an appearance. The scene wisps to Zack, Cody, and several others walking into the Tipton Lounge, preparing to watch a performance. _Masquerade_ is beginning with the Andre/Firmin characters singing.**

Cody: _Dear, Zachary, what an uplifting atmosphere._

Zack: _I have no idea what that could mean._

Cody: _This could be quite exciting._

Zack: _All we are seeing is ballet._

Cody: _I guess you're right!_

Zack: _I think I'll go to sleep._

Cody: _But on the plus side the Phantom will hopefully never appear!_

**They sit down, the lights dim. The lights on the stage appear as several professional pre-teen ballet dancers jump on stage. They begin to sing to _Masquerade_.**

Girls: _Ballet! Twirly-skirties spinning today! _

_Ballet! Wear a pretty skirt to twirl around in. _

_Ballet! Everyone spinning every which way! _

_Ballet! Look around, there's another pretty outfit. _

**A girl pulls out a ballet magazine from behind her.**

Girl 1: _A little pink, a little blue. Pretty outfits just for you! _

Girl 2: _A skimpy skirt!_

Girl 3: _A crazy dress._

Girl 4: _Insane outfits you can't protest!_

Girls 5 and 3: _Ballet!_

Girl 6: _Spin around._

Girl 1: _Make a sound!_

Girl 4: _As we sing and dance!_

Girl 5 and 2: _In this weird ballet!_

Girl 1: _Crazy makeup!_

Girl: 3: _Weird perfume._

Girl 6: _Makes you gag, and makes boys drool._

Girl 4: _Crazy skirt._

Girl 5: _Crazy dress._

Girl 2: _A crazy mess._

Girl 1: _Boys never protest!_

Girls 2, 3, and 6: _Ballet!_

Girls 4 and 1: _Swirl to the left, twirl to the right._

Girl 5: _Till the room spins around._

Girl 1: _And you start to get sick-_

Girls: _Ballet!_ _Twirly-skirties spinning today! _

_Ballet! Wear a pretty skirt to twirl around in. _

_Ballet! Everyone spinning every which way! _

_Ballet! Look around, there's another pretty outfit._

_Ballet! Skimpy skirts that are too short. _

_Ballet! It eventually gets really boring. _

_Ballet! Spin around till you're dizzy! _

_Ballet! Our skirts twirl around than most others. _

**The ballet continues, but the event is in the background as London, Zack, Cody, and the Ballet Instructor sing and walk around.**

London: _What an event!_

Cody: _What a crowd!_

Zack: _Makes you sick._

Ballet Instructor: _Makes me proud._

London: _Well no duh!_

Cody: _No surprise. None at all._

Zack: _And the Phantom is not here!_

London: _Three weeks…_

Zack: _Wait a relief!_

Cody: _He was a disgrace!_

Zack/Cody: _We have our peace!_

London: _I have my praise!_

Zack: _And he is gone at last!_

London: _No more notes!_

Zack: _No more ghost!_

Cody: _Well thank the Lord!_

Ballet Instructor: _Here's a toast to this ballet!_

Zack: _Ugh... no more!_

Cody: _Just go away!_

Ballet Instructor: _May the ballet never fade!_

London: _Three weeks!_

Cody: _What a relief!_

Zack: _What a change!_

London: _What a blessing is my voice!_

Ballet Instructor: _And what a ballet!_


	14. The Phantom of the Ballet

**Carey and Esteban walk in, having decided to go out three weeks ago.**

Carey: Look at it! A beautiful wedding ring! But why did you buy it?

Esteban: Whoops, my bad! I meant to get one of those rings from a toy dispenser in the lobby. Here's your ring.

**Esteban hands Carey a really tacky ring and takes the wedding ring. Carey puts the ring on a chain, which she puts around her neck. She then hides the front side with the ring behind her dress.**

Esteban: Why don't you wear it?

Carey: Umm… it'll make my finger green?

Esteban: Okay then. Works for me!

**Then scene swoops back to the ballet. As the dancers twirl around, Arwin sneaks up with them, disguised as one of the dancers. He tries to dance with them, but is unable to.**

Girls: _Ballet!_ _Twirly-skirties spinning today! _

_Ballet! Wear a pretty skirt to twirl around in. _

_Ballet! Everyone spinning every which way! _

_Ballet! Look around, there's another pretty outfit._

_Ballet! Skimpy skirts that are too short. _

_Ballet! It eventually gets really boring. _

_Ballet! Spin around till you're dizzy! _

_Ballet! Our skirts twirl around than most others._

**As they finish the last line, Arwin pulls a plastic sword from out of his pantyhose. He waves the plastic sword around, scaring the girls off the stage. _Why So Silent_ begins.**

Arwin: _Why thank goodness you girls ran away! _

_Did you think I would pretend to be like you all forever? _

_Have you missed my beautiful voice? Or was it my good looks? _

_Here, I bring you a song. I wrote it by myself!_

Carey: Congratulations, Arwin! You can write!

Arwin: I am not Arwin! _The Phantom of the Tipton is my name! Learn to fear it-_

Carey: Blah, blah. Just get on with it, already.

Arwin: Whatever.

_And as the lead singer, Miss Carey Martin. _

_She'll do better than that airhead London. _

_And if she wishes to be the best, she should follow me, her teacher… teacher…_

**Esteban jumps onto the stage, a plastic sword in his hand. Arwin squeals, frightened, then runs off the stage.**

Esteban: Well that was easy enough.


	15. Rides in the Mist

**The scene goes to the next evening, where it is very foggy outside. Arwin, who is wearing a large hoody, sits at the front of a carriage, with Tippy as the horse. Carey comes outside, only to run into the carriage because the mist is so thick. She regains her composure, and the scene continues.**

Carey: Oww… Oh! Um… to the antique shop, please!

Arwin: The antique shop? You're supposed to go to a cemetery…

Carey: Are you going to take me there or what?

Arwin: …Come on, Tippy, we're going to the antique shop.

**The horse-drawn carriage makes its way down the street. Meanwhile, Esteban wakes up, then walks over to the Martin's suite next-door. When no one answers, Esteban becomes frightened.**

Esteban: Oh my goodness! The Phantom/Ghost/Janitor/whatever it is has taken Carey! I must save her!

**Esteban dashes downstairs, out the doors, then onto a horse.**

Esteban: Ride, horsie, ride!

Guest: You have to insert a quarter first.

Esteban: What?

Guest: You are on one of those kid rides parents spend twenty bucks on just so their child can move around five inches on some plastic horse.

Esteban: …Oh…

**Esteban gets off of the plastic horse.**

Esteban: By the way, did you happen to see anyone leave here?

Guest: Lots of people leave here.

Esteban: …Okay then. Did you see a spike-hair blonde leave?

Guest: Yeah. She ran into a horse.

Esteban: That's her! Where'd she go then?

Guest: she rode on the horse.

**Esteban looked at the plastic horse.**

Esteban: Why would she ride on that thing?

Guest: Not the plastic horse, ding-donger!

Esteban: Hey! Don't make fun of my bellboy job!

Guest: I'm sorry. That was totally uncalled for. Anyway, she rode off in the carriage, which was being pulled by a horse, which was being directed by some guy in a hoody.

Esteban: The Phantom/Ghost/Janitor/whatever it is person! Which way did they go?

Guest: Just follow the dang carriage tracks, man!

Esteban: …Okay then…


	16. The Antique Shop

**Esteban goes running off, following the trail as the mist begins to grow thin. The scene goes back to Carey and Arwin, who have stopped in front of the antique shop. Arwin is eating a sub-sandwich underneath his hoody.**

Carey: We would've gotten here faster if you hadn't had to stop to get your sub-sandwich.

Arwin: Well EXCUSE me. A boy has to eat, now doesn't he?

Carey: …Whatever.

**As Carey enters the shop, Arwin jumps off of the carriage, and hides behind the building, his sub-sandwich still in his hand. We see Carey again, walking down the old-never-before-used tombstone aisle. She begins to sing to "Wishing You Were Somehow Here Again."**

Carey: _You were once my one companion. Except for my twins. _

_You were once my bestest friend, then my life was shattered. _

_Wishing you were somehow here again. Wishing I could somehow afford _

_To buy you the perfect tomb! Then your grave would be the best!_

_  
Wishing I could hear you meow again, then my life would be complete. _

_Dreaming of you won't help me to do everything you thought I could!_

_Passing small tombstones and very large ones, which one can I afford?_

_Seem for you, the wrong brood, to be your new front door._

_Too many months longing for you._

_Why can't you come back alive?_

_Wishing you were somehow here again. Wishing to say good-bye._

_Now as my searching ends, nothing of interest! I'll never find the perfect tomb!_

_No more memories, no more silent tears.  
No more gazing across the wasted years.  
Help me say goodbye. Help me say goodbye!_

**The song ends, and Carey goes through the backdoor to look at their collection of tombstones that have been set up to model what they look like in a cemetery. The Phantom begins to appear in the fog, his sub-sandwich behind him. He begins to sing to "Wandering Child."**

Arwin: _Thirty-year-old woman, searching for a tombstone. Why don't you fall for me?_

Carey: _Angel or Jingles? Which are you? What do you have behind you?_

Arwin: Wow, I'm hurt. Have you forgotten your angel?

Carey: _My bad! Go on, speak! How I have longed to hear your voice!_

Arwin: _I shall continue to sing to you, for I have no idea what to say._


	17. The Sub Fight

**Esteban pops up from behind a tombstone, a sub-sandwich in his hand. The song is turning into "Angel of Music."**

Esteban: _How about you go away! Carey's mine to stay!_

Carey: Esteban!

Esteban: Whatever he says, don't believe him! This man, he is not your Jingles!

Carey: Well DUH! He'd have to be DEAD. And why do you have a sub-sandwich?

Esteban: A boy has to eat, now doesn't he?

Carey: Oh… okay!

Arwin: Woah, woah, woah! Wait a minute! How come when I got a sub-sandwich I got yelled at. But when he got one, all you can say is "okay"?

Carey: Well, you're ugly, so…

Arwin: Oh…

**Arwin pulls his sub-sandwich out from behind him and swings it madly at Esteban. The tune to "All I Ask of You" begins.**

Arwin: _How can you fall for him, when I have a beautiful voice?_

Carey: _I'm sorry, but it's just that, your nose is just humongous._

Arwin: _How can you judge one by their looks, and not by feelings?_

_How could you be so heartless when all I showed you was kindness?_

Carey: But it's just so big! It's disgusting.

Arwin: Doesn't the white mask help disguise it?

Carey/Esteban: Not really.

**Arwin is about to swing his sub at Carey, only for it to be blocked by Esteban. The two begin to have a sub-sandwich sword fight, the two swinging at each other madly. Carey sings as the battle.**

Carey: _Phantom I am sorry for causing you grief._

_But I… I love Esteban, and he loves me back._

Arwin: You do?

Esteban: Meh, might as well.

**The two continue to fight. Suddenly, Arwin slashes at Esteban, ketchup splashing onto his Tipton uniform.**

Esteban: How dare you! I just got this dry-cleaned! That stain is going to take forever to come out!

Arwin: Sorry about that. Got a little carried away.

**Esteban hits Arwin really hard on the head, causing Arwin to fall onto the ground. Esteban is about to hit him again, when Carey grabs his arm.**

Carey: No! Not like this!

Esteban: What? Did you think I was going to hit him or something?

Carey/Arwin: Yeah!

Esteban: Oh… Eat my sandwich, Phantom!

Arwin: …What?

Esteban: Eat my sandwich!

Arwin: No!… Why?

Esteban: Just eat the stinkin' sandwich!

Arwin: Never!

**Esteban shoves the sandwich in Arwin's face, forcing him to eat it.**

Arwin: Ohh… I hate ham!

Carey: Esteban! That's enough. Shoving a sandwich in his face is cruel enough. But forcing him to eat ham… it's unheard of!

Esteban: Fine… let us go back.

**As the two run off, Arwin gets back onto his feet. He wiped some condiments off of his face.**

Arwin: Now let it be war upon you both! You will regret the day you made me eat ham!


	18. The Big Question

**The episode goes to Carey and Esteban, who are outside of the Tipton Lobby.**

Esteban: You don't have to sing his song, Carey.

Carey: But I must. If I do not, then he will become even angrier.

Esteban: …Fine. But be safe, okay?

Carey: I will, Esteban… I will.

**As Carey is about to walk off into the lounge, Esteban pulls her back. He drops to his knees, holding her right hand.**

Carey: Esteban, what are you-

Esteban: Over the past month, we have endured so much together. And now, I want to endure the rest of my life with you.

Carey: Esteban, I… I don't know what to say…

Esteban: Carey, will you marry me?

**A tear trickles down Carey's cheek as Esteban utters the five words she has ever-so-longed to hear.**

Carey: Yes.


	19. The Overture

**The movie goes to the Tipton Lounge, where Carey is preparing to sing the song the Phantom wrote. "The Notes" is being sung.**

Cody: _Now what is going on, Zachary? _

_What's happened over the last few days?_

Zack: _I don't know but I'm sure he has to do with Mommy._

Zack/Cody: _Could it be that she's fallen for another and they are to get married very soon?_

**London rushes into the room, followed by Moseby, who is still in pain from the Phantom's wedgie.**

London: _Where is she?_

Zack: _Let me take a quick guess._

Moseby: _Where is she?_

Maddie: _She is preparing._

Moseby/London: _Now what could she be preparing for?_

Maddie: Her performance.

London: It can't be possible.

Maddie: It is very possible.

London: _Moseby, Moseby! It can't be true! It mustn't be true!_

Moseby: It is true.

London: What?

**Because the climax is about to begin, everyone begins to sing the melody of different songs. Esteban shows up, starting it off with "Angel of Music."**

Esteban: _What's going on? What is the matter? Is there something wrong?_

London: _Surely you are kidding. How could you not know? Could you be the source of the problem?_

**Everyone circles around Esteban. Melody of "The Notes."**

Esteban: _Of course not!_

Moseby: _Are you lying to me?_

Esteban: _Of course not!_

Maddie: _You must believe him!_

Zack: _Then who's behind this madness?_

Esteban: _What madness?_

Maddie: _The madness surrounding us all._

Cody: _But why Carey?_

Esteban: _The Phantom wants her!_

**The lounge begins to fill with guests who surround a sad London. Melody of "Prima Donna."**

London: I'd rather he want me.

Cody: But Signora, the world is yours!

Guests: _Prima Donna, beautiful Chinese woman. _

_Your devotees are on their knees to love you._

Cody: _Can you leave us when they're calling your name? Oh…_

Gusts: _Prima Donna!_

**This final part will be from "Point of No Return."**

Maddie: _Past the point of no return, no backward glances!_

_No longer can you escape from his grasp!_

_Past the point of "if" or "when."_

Guests: _Prima Donna!_

Esteban: _We cannot let this cruel criminal win!_

Zack: _But what can we possibly do?_

Cody: _How can we possibly win?_

Maddie: _You cannot hope to escape._

Everyone in the Lounge: _Past the Point of No Return! No way to escape!_

_It's over now; we're trapped in his game!_

_No longer can we try to hide! He is forever in our mind._

_We can do nothing but hope he fades away._


	20. Point of No Return

**Carey steps onto the stage, and everyone in the lounge finds a place to sit.**

London: That should be me on that stage!

Maddie: You will be thankful you aren't.

London: What is that supposed to mean?

**Carey is about to begin singing, when Arwin appears and begins to sing "Point of No Return." Note that they are singing the exact lyrics.**

Arwin: _You have come here in pursuit of your deepest urge,  
In pursuit of that wish, which till now has been silent, silent..._

_I have brought you, that our passions may fuse and merge.  
In your mind you've already succumbed to me,  
Dropped all defenses, completely succumbed to me.  
Now you are here with me, no second thoughts, you've decided, decided..._

_Past the point of no return, no backward glances.  
Our games of make believe are at an end.  
Past all thought of "if" and "when," no use resisting.  
Abandon thoughts, and let the dream descend.  
What raging fire shall flood the soul? What rich desire unlock its door?  
What sweet seduction lies before us? _

_Past the point of no return, the final threshold.  
What warm, unspoken secrets will we learn?  
Beyond the point of no return..._

Carey: _You have brought me to that moment where words run dry,  
To that moment where speech disappears into silence, silence... _

_I have come here, hardly knowing the reason why  
In my mind, I've already imagined our bodies entwining,  
Defenseless and silent, and now I am here with you  
No second thoughts, I've decided, decided... _

_Past the point of no return, no going back now  
Our passion play has now, at last, begun  
Past all thought of right or wrong, one final question  
How long should we two wait, before we're one?  
When will the blood begin to race, the sleeping bud burst into bloom?  
When will the flames, at last, consume us? _

_Past the point of no return, the final threshold  
The bridge is crossed, so stand and watch it burn  
We've passed the point of no return..._

**Arwin and Carey are staring at each other, hand in hand, not facing the crowd. Arwin begins to sing to "All I Ask of You."**

Arwin: _Then say you'll be my girlfriend, please Carey. _

_At least for the rest of the weekend. _

_Say I can be yours, forever. _

_Anything you do let me do too. _

_Carey, that's all that you should do…_

**Arwin backs away for a moment. Everyone watches in surprise as Carey steps towards him. Suddenly, Carey rips his mask off, revealing him to be the swollen-nosed Arwin. Several people scream. Arwin grabs Carey's arm, then runs out of the lounge, dragging her along. As the two enter the lobby, he pushes Carey towards the elevator as he jumps up, swinging on the middle chandelier. He swings off and lands right next to Carey.**

Arwin: I've always wanted to do that.

**The two watch in shock as the chandelier crashes. Before Carey can say anything, Arwin pushes her into the elevator and pushes the button to take it up to the roof. Arwin starts singing to "Down Once More."**

Arwin: _Down once more to the room of my black despair!  
Down we go to the prison of my mind!_

Carey: Then why are we going up to the roof?

Arwin: Fine. Whatever. I don't really care.


	21. Carey's Battle

**Esteban and Maddie rush out of the lounge, heading for the large air vent behind the candy counter.**

Maddie: Follow me, Esteban! Up to the roof!

**The two crawl through the vents, making their way up to the roof.**

Maddie: _Keep your pants at the level of your waist…_

Esteban:_ …At the level of your waist…_

**Esteban begins to trail behind Maddie as they continue their climb. Suddenly, the vent breaks from underneath him, and he falls into a bathtub below. Maddie watches, horrified, as he slips and slides around in the water-filled tub. When Esteban regains his composure, he climbs back up into the vent.**

Esteban: Not a word to anyone.

Maddie: **Laughing. **Okay, okay.

**The two reach the roof, where they find Arwin and Carey on a raft in the middle of the pool.**

Arwin:_ Wait! I think, my dear, we have a guest!  
Sir, this is indeed an unparalleled delight!  
I had rather hoped that you would come  
And now my wish comes true, you have truly made my night!_

Esteban: _Don't drop her! She is a bad swimmer! Please don't drop her!_

Carey: _I am not!_

Arwin: _This immigrant makes an interesting plea._

Esteban: _I love her!_

Maddie: _Well there's a surprise!_

Arwin: _I really don't care right now!_

Esteban: _Carey, Carey… Let me see her._

Arwin: _She's right before you, sir._

**Suddenly, Arwin pulls out a fishing rod, he swings it at Esteban, catching him by the back of his pants.**

Maddie: I told you.

Esteban: Oh, be quiet!

Arwin: _Nothing can save you now except perhaps Carey!_

_Dump this boy for me!_

_Start a new love with me!_

_Say no, and he receive a horrible wedgie._

_This is the choice!_

_This is the Point of No Return!_

Maddie: Please, Arwin! You've gone too far!

**Carey is now singing from "Angel of Music," while Esteban, Maddie, and Arwin are singing from "Point of No Return."**

Carey: _Angel of Music…_

Arwin: _Past the Point of No Return…_

Esteban: _…Don't worry about me!_

Carey: _…why such cruelty?_

Arwin: _His life is now the prize which you must earn!_

Carey: _Angel of Music…_

Arwin: _You've passed the point of no return._

Carey: _…you deceived me. I became yours so blindly…_

Maddie: Don't do this, Arwin!

Esteban: Say no, Carey! Say no!

Arwin: Make your choice!

Maddie: _Past the Point of No Return!_

Arwin: _Make you decision!_

**As they continue, Esteban removes the hook from his pants stealthily. **

Carey: _Pitiful creature of darkness, what kind of life have you known?  
God, give me courage to show you are not alone..._

Esteban: Carey, don't do it!

**Carey leans in near Arwin, then pushes him off of the raft into the pool. Arwin splashes around madly as Carey paddles back to the side. Esteban runs up and hugs her, and the two begin to walk away. With Maddie already waiting in the elevator. As Esteban gets onto the elevator, Carey looks back at Arwin, who is pulling himself out of the pool. He then sits on the ground, holding a cymbal-playing elephant, singing to "Masquerade."**

Arwin:_Ballet…_ _Twirly-skirties spinning today. _

_Ballet… Wear a pretty skirt to twirl around in. _

**Carey walks up beside him.**

Arwin: _Carey… I love you…_

**Carey hands Arwin the ring from the toy dispenser, then walks back into the elevator. Arwin sighs, then throws the cymbal-playing elephant into the pool.**


	22. The Music of the Vents

**The scene goes to the lobby, where everyone begins to sing to "Music of the Night."**

Maddie: _Slowly, gently, the music heard from the vents._

Carey: _Grasp it, sense it, more beautiful than imagined._

Esteban: _Then you will see, how amazing music can be._

Carey/Esteban: _But don't hide your music from the ones you love._

Maddie: _The beauty of the music from the vents._

London: _Turn away from the music of normality._

Maddie: _Don't let your life be lived in the spotlight._

Everyone: London!

Zack/Cody: _Turn away, and sing a way that is anew!_

**The scene shifts to Arwin up on the roof, looking down at the pool.**

Arwin: _Only then, can you belong to me…_

**He drops the toy dispenser ring into the pool.**

Arwin: _It's over now, the music of the vents!_

**The episode goes to Maddie and Carey on the stage in the lounge, both singing the exact lyrics of "Learn to be Lonely." As they sing, flashbacks of the TV-movie are being shown.**

Maddie/Carey: _Child of the wilderness, born into emptiness.  
Learn to be lonely, learn to find your way in darkness.  
Who will be there for you, comfort and care for you._

Maddie: Learn to be lonely, learn to be your one companion.

Maddie/Carey:_ Never dreamed out in the world there are arms to hold you.  
You've always known your heart was on its own. _

Maddie:_ So laugh in your loneliness, child of the wilderness._

_  
_Carey:_ Learn to be lonely, learn how to love life that is lived alone. _

Maddie/Carey:_ Learn to be lonely, life can be lived, life can be loved alone._

**The episode ends, with the "Phantom of the Opera" music being played during the end credits.**


End file.
